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Brittle Silver Project of 12

DATE: July 16, 2013 TO: Interested Contractors FROM : Jeff Graves, Division of Reclamation, Mining and Safety RE: Documented Quote, Project Bid (PKA-14-1254) Enclosed is a brief description and bid schedule for the Brittle Silver Project. PROJECT LOCATION The Brittle Silver project is located in the upper reaches of the Peru Creek Watershed in Summit County approximately eight (8) miles west of Keystone. Please see the attached map. WORK SUMMARY The work will take place at three separate mine sites all accessible by four-wheel drive Forest Service Roads. A French drain and road reclamation will take place at the Brittle Silver mine site. Revegetation will be required at the Delaware site, while placement of polyurethane foam and backfill with limestone will occur at the upper Delaware mine site. PRE-BID MEETING AND SITE SHOWING A mandatory pre-bid meeting and site showing will be held at 9:00 AM on July 30th, 2013

. The meeting will start at the Peru Creek Trailhead Parking lot along Montezuma Road, just north of the town of Montezuma. Please see attached map.

To get to the pre-bid meeting from Dillon, follow US6 east to Keystone. At the eastern end of Keystone, turn right onto Montezuma Road, and follow for approximately 4.5 miles. Pull off in the parking lot on your left labeled Peru Creek (intersection of Montezuma Rd and County Rd 260). The Pre-bid Meeting is for the purpose of showing prospective bidders the work site and vicinity. Bidders are advised to be prompt. A sign-in sheet will be available at the Pre-Bid meeting for firms to register their attendance. It is the bidder's responsibility to make certain their attendance and all contact information is recorded completely and legibly on the sign-in sheet. If the contractor does not provide all information in legible form on the pre-bid sign-in sheet, DRMS is unable to make contact with the bidder for forwarding amendments or notices. The bidder will be considered unresponsive

, and may be disqualified from the bidding process.

John W. Hickenlooper Governor Mike King Executive Director Loretta E. Piñeda Director


Each individual may represent him/herself or a single company for the purpose of bidding. Signing the Pre-Bid Meeting attendance list to represent more than one person or company is not permitted. Failure to sign-in and out or to attend the entire meeting will be cause for rejection of a bid. THIS PRE-BID MEETING MAY INVOLVE INSPECTION OF HAZARDOUS AND UNSTABLE MINE OPENINGS. THE SAFETY OF PROSPECTIVE BIDDERS IS OF UTMOST IMPORTANCE TO THE DIVISION OF RECLAMATION, MINING AND SAFETY. NO ONE WILL BE ALLOWED WITHIN 15 FEET OF ANY VERTICAL MINE OPENING WITHOUT PROPER SAFETY EQUIPMENT INCLUDING: SAFETY BELT OR HARNESS PROPERLY SECURED TO A SAFETY LANYARD AND ANCHOR. NO ONE WILL BE ALLOWED TO EXAMINE ANY HORIZONTAL MINE OPENING WITHOUT WEARING A HARD HAT. Bid Submission and Evaluation Bidders are cautioned that, notwithstanding any remarks or clarifications given at this meeting and site showing, all terms and conditions of the contract documents remain unchanged unless they are changed by written amendment issued by the OWNER. If the answers to questions, or any amendment to the contract documents create ambiguities, it is the responsibility of the bidder to seek clarification prior to submitting a bid. Bid Submittal Date Bids shall be submitted by 2:30 p.m. on August 13th

, 2013 by mail, fax, or in person to Kristin Miranda. The attached bid schedule must be submitted by all bidders. Award will be made to the responsive and responsible bidder submitting the lowest grand total price.

Project Dates The project is scheduled for construction between September 9th, 2013 and October 18th

, 2013. This includes ten (10) days mobilization time. These dates are tentative and may change.

Time of Completion The time of completion allowed for the project is 40 calendar days after receipt of the Notice to Proceed. This includes ten (10) days mobilization time. Bid Bond A bid bond is required if the amount bid is $50,000.00 or greater. The bid bond amount is 5%. Performance and Payment Bonds A Performance and Payment bond is required if the amount bid is $50,000.00 or greater. The Contractor shall furnish a labor and material payment bond for 100 percent of the original contract price and a performance bond for 100 percent of the original amount of the contract. The bonds are required by State Law, Title 24-105, 202-203, C.R.S., as amended. The bonds shall be submitted using the State forms. A certified or cashier’s check or bank money order may be accepted in lieu of the bonds. If a surety other than a bond is used, the State will hold fifty percent (50%) of the surety until the final settlement date and fifty percent (50%) for six (6) months after the final settlement date.


Notice of Award and Execution of Documents A Notice of Award will be sent to the apparent low bidder within a reasonable time following the bid opening. The Division of Reclamation, Mining and Safety must receive the following by the date specified in the award letter:

(a) Fully-executed Performance and Payment Bonds, accompanied by

appropriate Power of Attorney, effectively dated, if required; (b) Certificates of Insurance showing proof of required coverage and

Additional Insured Endorsement; (c) AML Contractor Ownership and Control Form; (d) Minority (MBE)/women (WBE) Business Participation form; (e) Completed W-9 forms, if required; (f) Project Schedule.

If the above documents are not submitted properly by the date specified in the award letter, the Division of Reclamation, Mining and Safety may elect to award the project to the next lowest bidder. The apparent low bidder must submit a certificate of insurance with the following limits: INSURANCE A. The contractor shall obtain at his own expense, and maintain at all times during the term

of this contract, insurance listed below. Proof of insurance must be submitted on certificates showing the following minimum coverage:

1) Worker’s Compensation Insurance as required by state statute, and Employer’s

Liability Insurance covering all of contractor’s employees acting within the course and scope of their employment.

2) Commercial General Liability Insurance written on ISO occurrence form CG 00 01

10/93 or equivalent, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows:

a. $1,000,000 each occurrence; b. $1,000,000 general aggregate; c. $1,000.00 products and completed operations aggregate; and d. $50,000.00 any one fire.

If any aggregate limit is reduced below $1,000,000 because of claims made or paid, the contractor shall immediately obtain additional insurance to restore the full aggregate limit and furnish to the State a certificate or other document satisfactory to the State showing compliance with this provision.

3) Automobile Liability Insurance covering any auto (including owned, hire and non

-owned autos) with a minimum limit as follows: $1,000,000 each accident combined single limit.

The Certificates of Insurance and insurance policies required above shall be subject to the following stipulations:


B. The State of Colorado shall be named as additional insured on the Commercial General Liability Policy (leases and construction contracts will require the additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037 or equivalent). Coverage required of the contract will be primary over any insurance or self-insurance program carried by the State of Colorado.

C. The Insurance shall include provisions preventing cancellation or non-renewal without at

least 45 days prior notice to the State by certified mail. D. The contractor will require all insurance policies in any way related to the contract and

secured and maintained by the contractor to include clauses stating that each carrier will waive all rights of recovery, under subrogation or otherwise, against the State of Colorado, its agencies, institutions, organizations, officers, agents, employees and volunteers.

E. All policies evidencing the insurance coverages required hereunder shall be issued by

insurance companies satisfactory to the State. F. The contractor shall provide certificates showing insurance coverage required by this

contract to the State within ten days of the notice of award. No later than 15 days prior to the expiration date of any such coverage, the contractor shall deliver the State certificates of insurance evidencing renewals thereof. At any time during the term of this contract, the State may request in writing, and the contractor shall thereupon within 10 days supply to the State, evidence satisfactory to the State of compliance with the provisions of this section.

Bidders are advised to consult with their insurance carrier concerning these requirements. Submit a bid only if you are prepared to complete these requirements. RETAINAGE If the Documented Quote bid amount is between $50,000.00 and $149,999.00, 10 percent retainage will be withheld until the project has been satisfactorily completed and advertised. If the bid amount is $150,000.00 or over, 5% retainage will be withheld until the project has been satisfactorily completed and advertised. LIQUIDATED DAMAGES The liquidated damages for this project will be $400.00 per day. Please see General Bid Specifications 2009, Article 39. NOTICE OF CONTRACTOR’S SETTLEMENT When the project is completed, the contractor’s settlement will be advertised electronically on the State Bids website. PROJECT FUNDING This project is funded both by the Colorado Department of Public Health and the Environment and State Severance Tax monies. The execution of the project is contingent upon receiving this funding.


CORA DISCLOSURE To the extent not prohibited by federal law, this Contract and the performance measures and standards under CRS 24-103.5-101, if any, are subject to public release through the Colorado Open Records Act, CRS 24-72-101, et.seq. GENERAL BID SPECIFICATIONS The Colorado Inactive Mine Reclamation Program General Bid Specifications 2009, which include General Conditions, Standard Work Specifications, and Standard Drawings and Figures are intended to complement this Documented Quote. The Documented Quote combined with the General Bid Specifications 2009 form the complete Invitation and Bid document. Please refer to the Standard Work Specifications for all applicable types of work required in the Documented Quote. Copies of the General Bid Specifications are available at the Pre-Bid Meeting or from the Division of Reclamation, Mining and Safety (CDRMS), 1313 Sherman Street, Room 215, Denver, Colorado 80203 (303) 866-3567. Work Description The attached General Conditions of the Contract and Purchase Order Terms and Conditions apply to all work. ITEM 1.0: MOBILIZATION/DEMOBILIZATION This task includes those measures necessary and incidental to move equipment and supplies onto the Project Area, to move equipment within the Project Area, and to complete any other requirements necessary to accomplish the goals of this Project. This item also includes all labor, equipment, and costs associated with demobilization and clean-up of the work site following completion of the Project. Please see Specification 1.0, Mobilization / Demobilization of the General Bid Specifications, 2009. CONTRACTOR MUST comply with the following provisions during performance of this Project: No clearing will be conducted without prior approval of the PROJECT MANAGER and without an approved sediment control structure in place and functional, as required by PROJECT MANAGER, until construction is completed. Generally, silt fence, installed per manufacturer’s specifications and Section 22.4 of the General Bid Specifications, 2009 is acceptable as a sediment control measure. At its expense, CONTRACTOR will comply with all applicable federal, state, and local laws, ordinances, rules and regulations relating to the work, the site, and any materials and/or equipment provided by CONTRACTOR. Upon completion of the work under this Contract, the CONTRACTOR shall remove all temporary facilities, temporary infrastructure and equipment. The CONTRACTOR shall remove from the work site all rubbish, unused materials, and leave all areas in good order and condition, subject to the approval of the PROJECT MANAGER.


Measurement and Payment Payment for ITEM 1.0 shall be reflected in a lump sum quote price under ITEM 1.0 on the Bid Schedule. Payment shall include all the CONTRACTOR’S expenses for mobilization of equipment to the site, transportation of the equipment within the project area, employee time, labor and materials necessary to accomplish the requirements of this item, compliance with the conditions and requirements described in this item description, and final clean up of the work place. If the price quoted for mobilization and demobilization is greater than 15 percent (15%) of the total contract price, invoices supporting the mobilization costs will be required before payment is approved. Payment shall be made as described in Specification 1.0, Mobilization/Demobilization of the DRMS General Bid Specifications 2009. ITEM 2.0: PROJECT SAFETY, HEALTH, AND ENVIRONMENTAL ACTION PLAN (SHEAP) The job will involve working around inactive mine features and hazards, and it is the responsibility of the CONTRACTOR to be aware of all OSHA regulations which apply to this contract. This item includes all the CONTRACTOR’S expenses for employee time, labor, materials, and safety equipment and safety training necessary for preparing and executing a job safety plan. The Successful Bidder will be required to prepare the Project Safety Health and Environmental Action Plan (SHEAP) and submit it for review and approval to the DRMS. The CONTRACTOR is required to develop and implement a Project Safety Plan in conjunction with project implementation. PROJECT MANAGER must receive the Project Safety Plan within five (5) working days of Notice to Proceed date

The Project Safety Plan will be submitted to:

. It is expected that the Project Safety Plan will be comprehensive and sufficiently detailed so that every member of the work crew (including sub-CONTRACTORs) on site understands their responsibilities and the responsibilities of the CONTRACTOR to ensure a safe and injury free work place.

Jeff Graves

1313 Sherman Street, Room 215 Denver, CO 80203

FAX (303) 832-8106 email: [email protected]

At a minimum, the plan MUST provide specific, detailed responses to the attached list of safety items that are likely during the course of Project completion. When developing the Project Safety Plan, please list specific types of equipment to be provided by CONTRACTOR, including subCONTRACTOR(s), in order to address the safety concern, or specifically state the actions to be taken by CONTRACTOR, including crew and subCONTRACTOR(s) in order to address the safety concern. Upon receipt of the SHEAP, the OWNER will either accept the plan, or request that more detail be provided.

mailto:[email protected]�


The CONTRACTOR and their employees or sub-CONTRACTORs are expected to follow the SHEAP during performance of every component of the Project. If the PROJECT MANAGER determines that the SHEAP is not being followed, either in whole or in part, the Project may be immediately suspended, without stopping the job clock

, until such time as the SHEAP is implemented.

NOTE that the PROJECT MANAGER may suspend the work, either wholly or in part, for such period or periods as he / she may deem necessary, due to unsafe work practices. The job clock will NOT be stopped in such a circumstance. Measurement and Payment There will be no measurement for payment. Payment for this item will be reflected in a lump sum quote under ITEM 2.0 on the Bid Schedule. This lump sum quote will cover all costs for developing and implementing

the Project Safety Plan or SHEAP, including writing and revising the plan as required, provision and maintenance of safety equipment, conduct of daily safety meetings and all other items necessary and incidental to meeting the specifications of this item and of the Project Safety Plan or SHEAP. Payment shall be made as this item is completed and approved by the PROJECT MANAGER. Payment for this item will be made only on the final (before retainage) invoice.

ITEM 3.0: INSTALL AND REMOVE SILT FENCE This item covers the installation, maintenance, and removal of five hundred linear feet (300 ft) of silt fence as designated by the PROJECT MANAGER. The silt fence shall be installed according to the manufacturer’s guidelines and prior to any access with construction equipment, in general accordance with Section 22.4 of the General Bid Specifications, 2009.. At a minimum, the silt fence shall be staked every ten feet (10 ft) with at least eighteen inches (18”) of stake driven into the ground where feasible. The bottom edge of the silt fence shall be anchored in a backfilled slot or trench no less than four inches (4 in) deep. Where joints occur, the upstream edge shall overlap the downstream edge a minimum of three feet (3 ft). The effectiveness of the silt fence shall be maintained throughout the duration of the project. Upon completion of the project, the silt fence shall be removed from the project area and disposed of in a licensed landfill. Measurement and Payment Payment for this task will be made at the unit price established in Item 3.0 of the Bid Schedule. Measurement for payment will be made to the nearest linear foot of silt fence installed, maintained and removed. The price bid for installing silt fence will cover all costs for completing the activities required under this Item. Payment shall be as this task is completed and approved by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 3.0.


ITEM 4.0: BRITTLE SILVER – INSTALL FRENCH DRAIN Provide and install approximately 200 linear feet of French drain below the Brittle Silver minesite as staked by the PROJECT MANAGER and as shown on the site map. The purpose of the drain is to intercept and divert ground and surface water away from tailings. The trench for the French drain will be excavated to a depth of approximately 5 feet (5’) at the uphill end and taper to a two foot (2’) depth at the outlet maintaining a relatively consistent grade of approximately five percent (5%) along the bottom of the trench. The trench will be a minimum of two feet wide and will be up to two hundred feet (200’) in length. Depth, width, and grade will be field fit to site conditions as directed by the PROJECT MANAGER. CONTRACTOR must carefully conduct excavation such that the upper six inches (6”) of vegetation mat and soil can be salvaged and replaced on top of trench fill.

Procedure:

1. The trench will be lined with minimum five (5) ounce per square yard nonwoven needle punched geotextile with sufficient excess to completely wrap the trench fill. Geotextile will be installed in accordance with manufacturer guidelines with particular attention to overlap requirements.

2. Trench fill shall be clean, durable, non-mineralized washed gravel with a minimum dimension of one inch (1”) and a maximum of three inches (3”) washed rock measured across the shortest axis. An estimated twenty five cubic yards (25 CY) of 1” to 3” washed rock will be required to fill the trench. Rock fill must be placed carefully as to not damage the geotextile. Rock material must completely fill the width and height of the excavated trench.

3. Two side-by-side six inch (6”) corrugated HDPE perforated single wall pipes will be installed in the bottom of the trench on top of a minimum two inches (2”) trench fill gravel bedding. Trench fill gravel bedding will be carefully placed around and above the pipes to completely fill the trench to six inches (6”) above the top of the pipes before pushing or dropping of gravel into the trench will be allowed.

4. The trench fill will be capped with six inches (6”) of salvaged soil and vegetation mats. Excavation and installation of the French drain should proceed from the outlet upgradient to the inlet. CONTRACTOR will be required to supply a mini excavator or similar tracked, low ground pressure equipment for all drain installation activities. Extreme care must be exercised during drain installation to reduce damage to surrounding saturated ground. All excess material generated during drain installation not used for trench capping shall be salvaged and used as cover on Cinnamon Gulch diversion side slope. Measurement and Payment Payment for this task will be made at the unit price established in Item 4.0 of the Bid Schedule. Measurement for payment will be made to the nearest linear foot of French drain installed. The price bid for installing French drain will cover all costs for completing the activities required under this Item. Payment shall be as this task is completed and approved by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 4.0.


ITEM 5.0: BRITTLE SILVER – ROAD RECLAMATION This item covers reclamation of the access road to the Brittle Silver mine site, and revegetation of the previously constructed Cinnamon Gulch diversion. Reclamation shall begin with construction of two (2) water bars at locations designated on the attached map and by the PROJECT MANAGER in the field. Water bars shall have a minimum two foot (2’) berm height, and shall be constructed at an angle to ensure that all down road drainage is diverted off the roadway. Water bars may be constructed with onsite material and must be suitably compacted to ensure long term stability. Water bars do not need to be vehicle passable. The CONTRACTOR will also be required to rip and scarify approximately three hundred twenty feet (320’) of the access road as shown on the map and designated by the PROJECT MANAGER in the field. Ripping and scarification shall be conducted to a minimum depth of four inches (4”) over the entire road surface along the designated section of roadway. Following scarification, the CONTRACTOR will be required to perform revegetation along the scarified section of roadway in accordance with Revegetation specifications, Section 20, General Bid Specifications, 2009. The area requiring revegetation is approximately 0.2 acres. Revegetation will be required on the side slope and crown of the Cinnamon Gulch diversion. Commercial fertilizer will be required, and all mulch must be Certified Weed Free. OWNER will provide seed. Once all work at the Brittle Silver site has been completed, large diameter boulders shall be placed across the access road such that the road is impassible to vehicles and ATVs. The location for placement of boulders shall be per PROJECT MANAGER’s direction. Additionally, if Measurement and Payment There will be no measurement for payment. Payment for this item will be reflected in a lump sum quote under ITEM 5.0 on the Bid Schedule. This lump sum quote will cover all costs for reclamation of the access road at the Brittle Silver mine site. Payment shall be made upon completion of this task and approval by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 5.0. ITEM 6.0: DELAWARE – REVEGETATION CONTRACTOR shall conduct revegetation at the Delaware site as directed by the PROJECT MANAGER. Revegetation shall be conducted in accordance with Revegetation specifications, Section 20, General Bid Specifications, 2009. The area requiring revegetation is approximately one acre (1 ac). Surface scarification and mulch application will only be required on the upper repository area (~0.15 acres) all other areas designated by the PROJECT MANAGER will ony require fertilization and seeding. The lower reclaimed area must have fertilizer and seed spread by hand, since this area is beginning to revegetate. No equipment will be allowed on the lower reclaimed area. Equipment will be required for scarification and mulch crimping on the upper repository, but access to the area must avoid the lower reclaimed area.


Commercial fertilizer will be required, and all mulch must be Certified Weed Free. OWNER will provide seed. Measurement and Payment Payment for this task will be made at the unit price established in Item 6.0 of the Bid Schedule. Measurement for payment will be made to the nearest quarter acre (0.25 ac) revegetated. The price bid for revegetation at the Delaware will cover all costs for completing the activities required under this Item. Payment shall be as this task is completed and approved by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 6.0. ITEM 7.0: UPPER DELAWARE – EXCAVATE SUBSIDENCES This item covers excavation of four (4) collapsed shafts/stope features at the Upper Delaware mine site. CONTRACTOR will be required to excavate each feature to a minimum depth of fifteen feet (15’) to determine collapse potential prior to placement of polyurethane foam and limestone backfill. CONTRACTOR will not be required to significantly widen the excavation at depth, but will need to achieve the minimum depth while maintaining that depth until placement of PUF. The features from north to south with current dimensions are as follows: Feature 1

: 15’ circular diameter, plug at 8’ Feature 2

: 6’x4’ oval, plug at 3’

Feature 3:

10’ circular diameter, plug at 5’ Feature 4

: 6’ circular diameter, plug at 4’

All timber removed during excavation shall be placed to the side as designated by the PROJECT MANAGER. Measurement and Payment There will be no measurement for payment. Payment for this item will be reflected in a lump sum quote under ITEM 7.0 on the Bid Schedule. This lump sum quote will cover all costs for excavation of the four subsidence features at the Upper Delaware Site. Payment shall be made upon completion of this task and approval by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 5.0. ITEM 7.1: UPPER DELAWARE – PUF SUBSIDENCES CONTRACTOR shall supply and place polyurethane foam in the subsidences excavated under Item 7.0 in general accordance with Polyurethane Foam Closure Specifications, Section 9.0, General Bid Specifications, 2009. PUF shall be placed directly on plug at the bottom of each excavated subsidence. Vertical drains are not required. No monument will be required. Each excavated subsidence will require a minimum of five vertical feet (5’) of in-place foam with approximate volumetric totals as follows for each feature: Feature 1: 6 yd

3

Feature 2: 5 yd

3

Feature 3: 8 yd

3

Feature 4: 5 yd3


Measurement and Payment Payment for this task will be made at the unit price established in Item 7.1 of the Bid Schedule. Measurement for payment will be made to the nearest cubic yard of PUF supplied and placed in the excavated subsidence features at the Upper Delaware site. The price bid for PUF will cover all costs for completing the activities required under this Item. Payment shall be as this task is completed and approved by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 7.1. ITEM 7.2: UPPER DELAWARE – BACKFILL SUBSIDENCES CONTRACTOR shall supply and place limestone backfill in the subsidences PUF’d under Item 7.2 in general accordance with Polyurethane Foam Closure Specifications, Section 9.0, General Bid Specifications, 2009. Backfill shall consist of well graded limestone with a maximum diameter of two inches (2”), and a minimum CaCO3

equivalent of eighty percent (80%). Limestone backfill shall be bucket compacted during placement to reduce settling, but no compaction testing will be required. Limestone backfill shall be mounded a minimum of three feet (3’) above the existing grade to allow for settlement and to ensure positive drainage from the backfilled features. No backfill with limestone shall take place until PUF has achieved adequate curing as described in Polyurethane Foam Closure specifications. Approximate volumetric totals for each feature are as follows:

Feature 1: 25 yd

3

Feature 2: 10 yd

3

Feature 3: 25 yd

3

Feature 4: 10 yd

3

Measurement and Payment Payment for this task will be made at the unit price established in Item 7.2 of the Bid Schedule. Measurement for payment will be made to the nearest cubic yard of limestone supplied and placed in the excavated subsidence features at the Upper Delaware site. The price bid for limestone will cover all costs for completing the activities required under this Item. Payment shall be as this task is completed and approved by the PROJECT MANAGER. Such payments shall be considered full compensation for all labor, materials, equipment and all other items necessary and incidental to complete the tasks described in Item 7.2. ADDITIONAL ITEMS There are included on the Bid Schedule, several additional items. These items are NOT, guaranteed, and will be used only in the event that conditions significantly differ from that anticipated, and only after approval by the PROJECT MANAGER. The additional Items for this project include: ITEM 8.0 ADDITIONAL POLYURETHANE FOAM

Supply and install ten (10) cubic yards of additional Polyurethane Foam in accordance with specifications as described in Item 7.1, if required.

ITEM 9.0 ADDITIONAL LIMESTONE BACKFILL Provide and install thirty (30) cubic yards of additional limestone backfill in

accordance with specifications as described in Item 7.2, if required.


ITEM 10.0 ADDITIONAL EXCAVATOR w/ OPERATOR Provide excavator w/ operator capable of fifteen foot (15’) digging depth

in accordance with Equipment Rental Specification, Section 19, General Bid Specifications, 2009.

ITEM 11.0 ADDITIONAL REVEGETATION Provide additional revegetation in accordance with Revegetation

Specifications, Section 20, General Bid Specifications, 2009.

Measurement and Payment Measurement for payment shall be made of the actual unit quantities provided and installed according to specifications, at the unit cost indicated on the Bid Schedule. PROJECT OBSERVATION The PROJECT MANAGER or designated representative will be at the project site regularly to monitor construction activities, and ensure that each work item is completed and constructed to design specifications. The PROJECT MANAGER will be available during regular business hours (8:00 A.M. to 5:00 P.M.) on weekdays. Inspections will not be scheduled on weekend days or holidays without prior approval of the PROJECT MANAGER. It is the CONTRACTOR’S responsibility to schedule inspections with the PROJECT MANAGER so as not to delay the work. The following items must be observed and approved by the PROJECT MANAGER before proceeding with additional work:

1. French Drain Installation – Alignment and depth must be verified prior to pipe placement. Fabric and pipe placement must be verified prior to rock placement.

2. Subsidence Excavation – Excavation depth must be verified prior to PUF placement. PUF placement must be verified prior to limestone backfill placement.

3/12/13

Return by August 13th

Kristin Miranda

, 2013 at 2:30 P.M. to: Receipt of Addenda Nos._______________ is hereby acknowledged

Division of Reclamation, Mining and Safety 1313 Sherman St., #215 Denver, CO 80203 Fax (303) 832-8106

Brittle Silver Project Bid Schedule PKA-14-1254

ITEM DESCRIPTION QTY UNIT UNIT PRICE AMOUNT

1.0 Mobilization and Demobilization 1 Job N/A $

2.0 Safety, Health and Environmental Action Plan 1 Job N/A $

3.0 Install and Remove Silt Fence 300 Linear Foot $_________/lf $

4.0 Brittle Silver – Install French Drain 200 Linear Foot $_________/lf $

5.0 Brittle Silver – Road Reclamation 1 Job N/A $

6.0 Delaware – Revegetation 1 Acre $_________/ac $

7.0 Upper Delaware – Excavate Subsidences 1 Job N/A $

7.1 Upper Delaware – PUF Subsidences 24 Cubic

Yard $_________/cy $

7.2 Upper Delaware – Backfill Subsidences 70 Cubic

Yard $_________/cy $

8.0-11.0 Additional Items 8.0 through 11.0, (Total from Page 2 of bid schedule) $

GRAND TOTAL $ Contractor_____________________________________ Date_________________________ Signature _____________________________ Phone___________________________ Address _______________________________________________________________ ______________________________________________________________________

DO NOT AMEND ANY PART OF THIS BID SCHEDULE

ALL PAGES OF THIS BID SCHEDULE MUST BE RETURNED ALL LINES ITEMS MUST BE

COMPLETED

Page 1 of 2 Page(s)

3/12/13

Brittle Silver Project Bid Schedule PKA-14-1254

ITEM DESCRIPTION QTY UNIT UNIT PRICE AMOUNT

8.0 Additional Polyurethane Foam, if required 10 Cubic

Yard $_________/cy $

9.0 Additional Limestone Backfill, if required 25 Cubic

Yard $_________/cy $

10.0 Additional Excavator w/ Operator, if required 10 Hour $_________/hr $

11.0 Additional Revegetation, if required 1 Acre $_________/ac $

Total Additional Items 8.0 through 11.0, (Enter here and on Pg 1 Bid Schedule) $

DO NOT AMEND ANY PART OF THIS BID SCHEDULE

ALL PAGES OF THIS BID SCHEDULE MUST BE RETURNED

ALL LINES ITEMS MUST BE

COMPLETED

Page 2 of 2 Page(s)

State Form SBP-6.14 Rev. 9/2006

STATE OF COLORADO OFFICE OF THE STATE ARCHITECT STATE BUILDINGS PROGRAMS BID BOND

Institution/Agency: Project No./Name: KNOW ALL MEN BY THESE PRESENTS: WHEREAS, hereinafter called the “PRINCIPAL”, is submitting a PROPOSAL for the above described project, to the STATE OF COLORADO, hereinafter called the “OBLIGEE”. WHEREAS, the Advertisement for Bids has required as a condition of receiving the Proposals that the Principal submit with the PROPOSAL GUARANTY in an amount not less than five per cent (5%) of the Proposal, which sum it is specifically agreed is to be forfeited as Liquidated Damages in the event that the Principal defaults in his obligation as hereinafter specified, and, in pursuance of which Requirement, this Bid is made, executed and delivered. NOW THEREFORE, the Principal and a corporation of the State of , duly authorized to transact business in Colorado, as Surety, are held and firmly bound unto the Obligee, in the sum of five per cent (5%) of the Principal’s total bid price, lawful money of the United States for the payment of which sum, well and truly to be made to the Obligee, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. FURTHER THAT, a condition of the obligation that the Principal shall maintain his Proposal in full force and effect for thirty (30) days after the opening of the proposals for the project, or, if the Principal’s Proposal is accepted, the Principal shall, within the prescribed time, execute the required Agreement, furnish the required Performance Bond, Labor and Material Payment Bond, Insurance Policy, and Certificates of Insurance, then this obligation shall be null and void, otherwise it shall remain in full force and effect, and subject to forfeiture upon demand as Liquidated Damages. IN WITNESS WHEREOF said Principal and Surety have executed this Bond, this day of , A.D., 20 .

(Corporate Seal) THE PRINCIPAL Company Name ATTEST Address (including city, state and zip) Secretary Phone number: Name (Print) Signature Name (Print) and Title

SIGNATURES If the “Principal” is doing business as a Corporation, the Bid Bond shall be signed by an officer, i.e., President

or Vice President. The signature of the officer shall be attested to by the Secretary and properly sealed.

If the “Principal” is an individual or a partnership, the Bid Bond shall so indicate and be properly signed. (Corporate Seal) THE SURETY _____________________________________________ By __________________________________________ Secretary Attorney-in-Fact

THIS BOND MUST BE ACCOMPANIED BY POWER OF ATTORNEY, EFFECTIVELY DATED. FAILURE TO PROVIDE A PROPERLY EXECUTED BID BOND WITH A PROPERLY EXECUTED POWER OF

ATTORNEY WILL RESULT IN THE BIDDER’S PROPOSAL BEING DEEMED NON-RESPONSIVE.

Colorado Division of Reclamation, Mining and Safety

Page 1 of 22 Pages Revised: 2/12/13

GENERAL CONDITIONS OF THE CONTRACT DEFINITIONS A. Contract Documents. The Contract Documents consist of:

(a) Agreement and Bid Schedule; (b) Performance and Payment Bonds; (c) Liability, Automobile and Workmen's Compensation Certificates of Insurance; (e) Notice to Proceed; (f) General Conditions of the Contract; (g) Detailed Special Conditions, including all amendments issued prior to the opening of

the bids and including any applicable Standard Work Specifications; (h) Maps and drawings, including all amendments issued prior to the opening of the

bids; (i) Final inspection and certificate of completion; (j) Notice of CONTRACTORS Settlement, and (k) List of Equipment Offered.

B. Procedural Documents. The Procedural Documents consist of:

(a) Advertisement for Bids; (b) Bid form; (c) Bid Bond; (d) Notice of Award; (e) MBE/WBE Forms; and (f) AML Contractor Ownership and Control Information Package (AVS); (g) Three-Way Agreement for Reclamation Activities, if required

C. Correlation and Intent of the Documents The Contract Documents are complementary; what is called for by any one document shall be as binding as if called for by all. The intention of the documents is to include all labor and materials, equipment and transportation necessary for the proper execution of the work. Materials or work described in words which have a well-known technical or trade meaning shall be held to refer to such recognized standards. In case of a difference between the contract documents, precedence shall be given in the following respective order: Agreement, Special Conditions, Bid Schedule, Standard Work Specifications, Maps, Drawings, and General Conditions. Amendments shall take precedence in the area of the bid document which they modify or clarify. In the case of any such difference, the matter shall be promptly brought to the attention of the Principal Representative who will make a determination in writing. D. Words and Terms Used AGREEMENT - The word Agreement means the written Agreement entered into by the State of Colorado acting by and through the Principal Representative and the CONTRACTOR for the performance of the work and payment for the work. COLORADO LABOR - The term Colorado Labor shall be defined as provided in Title 8-17-101, et seq. CRS 1973, as amended. CONTRACTOR - The term CONTRACTOR means the sole proprietorship, partnership, or corporation entering into a Contract with the State of Colorado.



DRAWINGS - The word Drawings shall mean all drawings in the Special Conditions. PRINCIPAL REPRESENTATIVE OR STATE - The term Principal Representative means the Director of the State of Colorado, Division of Reclamation, Mining and Safety (DRMS) or his designee. The Colorado Division of Reclamation, Mining and Safety is located at 1313 Sherman Street, Room 215, Denver, Colorado, 80203, telephone (303) 866-3567. PROJECT MANAGER - The term Project Manager means the Division of Reclamation, Mining and Safety employee or representative responsible for day to day observation of work at the project site, and general contract administration for the DRMS. SUBCONTRACTOR - A Subcontractor is a sole proprietorship, partnership or corporation which has a contract with the CONTRACTOR for the performance of labor at the site of the work regardless of whether supplying of material is part of such contract, but without contractual relationship to the Principal Representative. WORK - The word Work means material and/or labor. PERFORMANCE AND PAYMENT BONDS The CONTRACTOR shall furnish a labor and material payment bond for 100 percent of the original contract price and a performance bond for 100 percent of the original amount of the contract. The bonds are required by State Law, Title 24-105, 202-203, C.R.S. as amended. The bonds shall be submitted using the State forms. A certified or cashiers check or bank money order may be accepted in lieu of the bonds. If a surety other than a bond is used, the State will hold fifty percent (50%) of the surety until the final settlement date and fifty percent (50%) for six (6) months after the final settlement date. Article 3. INSURANCE A. The contractor shall obtain at his own expense, and maintain at all times during the term of

this contract, insurance listed below. Proof of insurance must be submitted on certificates showing the following minimum coverage:

1) Worker’s Compensation Insurance as required by state statute, and Employer’s

Liability Insurance covering all of contractor’s employees acting within the course and scope of their employment.

2) Commercial General Liability Insurance written on ISO occurrence form CG 00 01

10/93 or equivalent, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows:

a. $1,000,000 each occurrence; b. $1,000,000 general aggregate; c. $1,000.00 products and completed operations aggregate; and d. $50,000.00 any one fire.

If any aggregate limit is reduced below $1,000,000 because of claims made or paid, the contractor shall immediately obtain additional insurance to restore the full aggregate limit and furnish to the State a certificate or other document satisfactory to the State showing compliance with this provision.



3) Automobile Liability Insurance covering any auto (including owned, hire and non-owned autos) with a minimum limit as follows: $1,000,000 each accident combined single limit.

The Certificates of Insurance and insurance policies required above shall be subject to the following stipulations: B. The State of Colorado shall be named as additional insured on the Commercial General

Liability and Automobile Liability Insurance policies (leases and construction contracts will require the additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037 or equivalent). Coverage required of the contract will be primary over any insurance or self-insurance program carried by the State of Colorado.

C. The Insurance shall include provisions preventing cancellation or non-renewal without at

least 45 days prior notice to the State by certified mail. D. The contractor will require all insurance policies in any way related to the contract and

secured and maintained by the contractor to include clauses stating that each carrier will waive all rights of recovery, under subrogation or otherwise, against the State of Colorado, its agencies, institutions, organizations, officers, agents, employees and volunteers.

E. All policies evidencing the insurance coverages required hereunder shall be issued by

insurance companies satisfactory to the State. F. The contractor shall provide certificates showing insurance coverage required by this

contract to the State within ten days of the notice of award. No later than 15 days prior to the expiration date of any such coverage, the contractor shall deliver the State certificates of insurance evidencing renewals thereof. At any time during the term of this contract, the State may request in writing, and the contractor shall thereupon within 10 days supply to the State, evidence satisfactory to the State of compliance with the provisions of this section.

Bidders are advised to consult with their insurance carrier concerning these requirements. Submit a bid only if you are prepared to complete these requirements. Article 4. THREE-WAY AGREEMENT If a three-way Agreement for Reclamation Activities) is required, the CONTRACTOR shall enter into a three-way agreement between the CONTRACTOR, the State of Colorado and the private landowner, and maintain for the duration of the work, in addition to that specified above, additional insurance coverage of: a. Comprehensive General Liability Insurance, which includes operations & premises

coverage, products/completed operation coverage, all on an occurrence basis, all with combined single limit of liability of $1,000,000;

b. Statutory Worker's Compensation and Occupational Disease Disability Insurance; c. Employers' Liability Insurance with limits of $500,000 each occurrence; and d. Automobile Insurance with a combined single limit of liability of $1,000,000, and

furnish evidence of the insurance coverage as prescribed the three-way agreement. If a three-way Agreement for Reclamation Activities is required, the CONTRACTOR will be required to furnish lien waivers to the private landowner. See Number 5 of the sample three-way Agreement for Reclamation Activities. The landowner's address will be furnished to the CONTRACTOR with the Notice to Proceed.



Article 5. PROJECT SCHEDULE The successful bidder shall, prior to the execution of an Agreement, furnish a plan for construction of the work showing (1) the date(s) he expects to move various pieces of equipment onto the work site, and (2) the dates and period(s) he proposes to perform each phase of the project work. Article 6. APPLICANT VIOLATOR SYSTEM The successful bidder will be required to submit a completed AML Contractor Ownership and Control Form and pass a check of the Applicant Violator System (AVS). Although there are many circumstances under which a bidder might be found "not responsible", any CONTRACTOR who has had direct or indirect association with a firm that has had a permit revoked or a bond forfeited by the Division of Reclamation, Mining and Safety or the Mined Land Reclamation Board will be considered not responsible, and not eligible to be awarded any bid. Any firm listed in the federal Office of Surface Mining's Applicant Violator System or who is not confirmed by the Office of Surface Mining will be considered not responsible. Article 7. MINORITY/WOMEN BUSINESS PARTICIPATION The successful bidder is required to complete and return the Minority/Women Business Enterprise Participation Report Form before an Agreement will be executed. Article 8. NOTICE TO PROCEED After the Agreement has been fully-executed, the Principal Representative will issue the Notice to Proceed consistent with the project dates in the Special Conditions. Under no circumstance shall the CONTRACTOR begin work before a Notice to Proceed is issued. Article 9. ACCIDENT PREVENTION AND SAFETY MEASURES The CONTRACTOR shall comply with applicable provisions of OSHA Part 1926, Construction Standards and Interpretations, in effect on the date of Bid Opening. The CONTRACTOR shall continuously maintain, at his expense, adequate protection of the work and the Principal Representative's property, and shall take all practicable precautions in the interest of safety, including: Safety Glasses (when flying debris may be encountered), steel toe boots and hard hats (except when inside operator’s cab or inside vehicle cab) are required to be worn at all times. At least two 10 pound A B C rated Dry Chemical type-portable fire extinguishers shall be on site at all times. A First Aid Station meeting MSHA requirements (CFR 75.1713-7, or 77.1707) must be kept in a sanitary condition and must be kept on site during all work operations. An emergency accident and medical evacuation/transportation plan shall be established and posted for the site. If required by the PROJECT MANAGER, the CONTRACTOR shall prepare a Safety, Health, and Environmental Action Plan (SHEAP) for the project operations prior to beginning work. If a SHEAP is required, the CONTRACTOR will comply with the following at a minimum:

• TRAINING REQUIREMENTS: Prior to working on the site, site-specific hazard training as covered in the SHEAP will be administered to ALL persons working on the project site (both surface and underground), by the CONTRACTOR AND DRMS PROJECT MANAGER, and will be acknowledged on a form attached to the SHEAP to document this training.

• PROACTIVE SAFETY: The CONTRACTOR shall designate one person to be responsible

for safety and health at the work site. The CONTRACTOR will conduct daily pre-work



safety talks with all employees. The CONTRACTOR shall conduct daily work area safety inspections and document the results of these inspections.

Any shafts which were fenced prior to construction activities shall be protected by a temporary fence during non-working hours. Without relieving the CONTRACTOR of its legal or contractual duties to take safety precautions, other openings may be designated by the Principal Representative as requiring fencing due to proximity of houses or visitation by tourists. Work may involve activities around unprotected hazardous mine shafts, stopes, adits and other openings which may be open to the surface or hidden from view by trash, debris, vegetation, or thin and unstable layers of surficial materials or rock. The CONTRACTOR shall be responsible for thoroughly investigating the site conditions and scheduling and directing his equipment, equipment operations, personnel and safety procedures to prevent accidents and injuries. Failure to comply will be cause for immediate suspension of the work. All Chemicals, equipment and materials proposed and/or used in the performance of this Contract must conform to the standards required by the William-Stieger Occupational Safety and Health Act of 1970. Bidders must furnish all Material Safety Data Sheets (MSDS) for any regulated chemicals, equipment or hazardous materials at the time of delivery to the job site. Projects involving work in or around radiological hazards will require special measures to be followed during the project. Article 10. PLANS AND WORKING DRAWINGS The drawings if any, included with the Contract Documents are complete and adequate for construction. While every effort has been made to have the plans and drawings free of errors and ambiguities, any such errors or ambiguities must be brought to the Principal Representative's attention immediately. Article 11. JOB PROGRESS REPORTS The CONTRACTOR will be required to properly complete weekly or daily progress reports, forms for which will be provided by the Principal Representative. Completed reports must be submitted to the Principal Representative prior to or at the time of requests for payment. Payment requests will not be processed until progress reports corresponding to the payment period are received. Article 12. CORRESPONDENCE FROM THE CONTRACTOR All correspondence from the CONTRACTOR to the Principal Representative shall be submitted to the PROJECT MANAGER with a copy to:

Colorado Division of Reclamation, Mining and Safety 1313 Sherman Street, Room 215 Denver, Colorado 80203 (303) 866-3567

Fax (303) 832-8106 Article 13. MATERIALS Unless otherwise stipulated, the CONTRACTOR shall provide and pay for all materials, labor, water, tools, equipment, light, power, transportation and other facilities necessary for the execution and completion of the work.



Unless otherwise specified, all materials shall be new and both workmanship and materials shall be of good and uniform quality. The CONTRACTOR shall, if required, furnish satisfactory evidence as to the kind and quality of materials. Article 14. PREFERENCE OF BIDDERS AND MATERIALS The selection of materials and equipment for the work shall be in accordance with the laws of Colorado and the Buy American Act (41 U.S.C. 10) as follows:

A resident bidder shall be allowed a preference against a nonresident bidder from a state or foreign country equal to the preference given or required by the state or foreign country in which the nonresident bidder is a resident. (Title 8-19-101 to 102, CRS, as amended).

The Buy American Act provides that the Government give preference to domestic construction material. The CONTRACTOR agrees that only domestic construction material will be used by the CONTRACTOR, subs, material men and suppliers in the performance of this agreement, except for foreign construction material, if any, listed in this agreement. Components, used in this clause, means those articles, materials, and supplies incorporated directly into construction materials. Construction material, as used in this clause, means an article, material or supply brought to the construction site for incorporation into the building or work. Construction material also includes an item brought to the site pre-assembled from articles, materials or supplies. However, emergency life safety systems, such as fire alarm systems, which are discrete systems incorporated into a public building or work and which are produced as a complete system, shall be evaluated as a single and distinct construction material regardless of when or how the individual parts or component of such systems are delivered to the construction site. Domestic construction material, as used in this clause means (a) an unmanufactured construction material mined or produced in the United States, or (b) a construction material manufactured in the United States, if the cost of its components mined produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as the construction materials determined by the Principal Representative or designee not to be mined, produced or manufactured in the United States in sufficient and reasonably available commercial quantities of a satisfactory quality, shall be treated as domestic.

Article 15. LABOR AND WAGES Title 8-17-101, C.R.S., as amended applies to this contract and states that eighty percent of the laborers employed on each project must be Colorado labor. "Colorado labor" means any person who is a resident of the State of Colorado at the time of employment, without discrimination as to race, color, creed, sex, age or religion." The Davis Bacon Act Does Not Apply. The rate of wages to be paid for all laborers and mechanics shall be in accordance with the laws of Colorado. The CONTRACTOR shall at all times enforce strict discipline and good order among his employees, and shall not employ on the work any unfit person or anyone not skilled in the work assigned to him. Article 16. PROJECT MANAGER'S DECISIONS The PROJECT MANAGER shall make decisions on all matters relating to the execution and progress of the work or the interpretation of the Contract Documents. The PROEJCT MANAGER is, in the first instance, the judge of the performance of the Contract as it relates to compliance with drawings and specifications, quality of workmanship and material.



Article 17. WORK ACCESS AND INSPECTION The Principal Representative shall at all times have access to the work. The CONTRACTOR shall provide proper facilities for such access and for their inspection of the work. If any work should be covered up without approval or consent of the Principal Representative, it must if required, be uncovered for examination at the CONTRACTOR’S expense. If the Special Conditions, the Principal Representative's instructions, laws, ordinances or any public authority require any work to be specifically tested or approved, the CONTRACTOR shall give the Principal Representative timely notice of its readiness for observation by the Principal Representative or inspection by another authority. If the inspection is by another authority, the CONTRACTOR shall give the Principal Representative timely notice of the date of inspection and copies of certificates of inspection being secured by the CONTRACTOR. Article 18. PRIME CONTRACTOR If several CONTRACTORS propose to join together to perform the work, the Principal Representative will recognize only one bonded prime CONTRACTOR, who will enter into a contract with the Principal Representative, and who will subcontract the work to such others as are required to perform the work, unless a "joint venture" arrangement between CONTRACTORS satisfactory to the Principal Representative has been executed. In this case, the "joint venture" shall be bonded in accordance with these General Conditions and shall designate a Superintendent with whom the Principal Representative can communicate and who will supervise the work and be fully responsible for the performance of the work. Article 19. SUPERINTENDENCE OF THE WORK The CONTRACTOR shall keep a competent and reliable superintendent on the job at all times that labor is being performed. The superintendent, in the CONTRACTOR’S absence from the site, shall stand in the stead of the CONTRACTOR and any authoritative directions given to the superintendent shall be as binding as if given to the CONTRACTOR. The CONTRACTOR shall give efficient supervision to the work, using his best skill and attention. He shall carefully study and compare all Drawings, Specifications and other instructions and shall at once report to the Principal Representative any error, inconsistency or omission which he may discover, but he shall not be liable to the Principal Representative for any damage resulting from any errors or deficiencies in the Contract Documents or other instructions by the Principal Representative. The CONTRACTOR shall see that the work is carried out in accordance with the Contract Documents and in a thorough and first-class manner in every respect. The CONTRACTOR shall establish all lines, levels, grades, and marks necessary to facilitate the operations of all concerned in such CONTRACTOR’S work. He shall lay out the work in a manner satisfactory to the Principal Representative. Article 20. SUBCONTRACTORS The CONTRACTOR shall submit to the Principal Representative, a complete list of subcontractors for the project, including the name of the proposed subcontractor and a description of the work to be subcontracted. The CONTRACTOR shall not, without prior written approval of the Principal Representative, enter into any subcontract covering any part of the work covered by this contract. If at any time the Principal Representative determines that any subcontractor is incompetent or undesirable, he shall notify the CONTRACTOR accordingly in writing and the CONTRACTOR shall take immediate steps for cancellation of the subcontract.



Article 21. RELATIONS OF CONTRACTOR AND SUBCONTRACTOR The CONTRACTOR agrees to bind each subcontractor to the terms of these General Conditions and to the requirements of the drawings and specifications, and any amendments or change orders, and also all the other Contract Documents, so far as applicable to the work of such subcontractor, unless specially noted to the contrary. Nothing contained in the contract shall create any contractual relationship between any subcontractor and the Principal Representative. Approval by the Principal Representative to any subcontract or any provisions thereof shall not be construed to be a determination of the acceptability of any subcontract price, or of any amount paid under subcontract or to relieve the CONTRACTOR of any responsibility for performing all work covered by this contract. The CONTRACTOR shall be fully responsible to the Principal Representative for the acts and omissions of his subcontractors and of persons either directly or indirectly employed by them. All instructions or orders in respect to work being done by subcontractors shall be given to the CONTRACTOR. Subcontracting by subcontractors shall be subject to the above requirements. Article 22. WORK BY OTHERS The Principal Representative reserves the right to let other contracts in connection with this work. The work site is located in a mining area and mining or other construction activities may be occurring at the same time as the work proposed under this contract. It shall be the CONTRACTOR’S responsibility to coordinate his work with those of the landowners, mining companies or other contractors on the site. The CONTRACTOR shall allow other contractors or mining company’s reasonable opportunity for the introduction and storage of their materials and the execution of their work, and shall properly connect and coordinate his work with theirs. The CONTRACTOR shall, without charge, permit the landowner, mining companies, and such other contractors to use the roads and other facilities constructed or improved by the CONTRACTOR for the contract work; provided that such usage shall in no way interfere with the contract work of the CONTRACTOR. If any part of the CONTRACTOR’S work depends, for proper execution or results, upon the work of any other contractor, the CONTRACTOR shall inspect and measure work already in place. The CONTRACTOR shall promptly report to the Principal Representative any defects in such work that render it unsuitable for proper execution and results, or any discrepancy between the executed work and the Special Conditions or Drawings. Failure of the CONTRACTOR to so inspect and report shall constitute an acceptance of the other CONTRACTOR'S work as fit and proper for the reception of his work, except as to defects which may develop in the other CONTRACTOR’S work after the execution of the CONTRACTOR’S work. Article 23. MUTUAL RESPONSIBILITY OF CONTRACTORS Should the CONTRACTOR cause damage to any separate CONTRACTOR on the work, the CONTRACTOR agrees, upon due notice, to settle with such CONTRACTOR by agreement if he concurs. If such separate CONTRACTOR sues the Principal Representative on account of any damage alleged to have been so sustained, the Principal Representative shall notify the CONTRACTOR, who shall defend such proceedings. If any judgment against the Principal Representative arises therefore, the CONTRACTOR shall pay or satisfy it and pay all costs incurred by the Principal Representative.



Article 24. ACCESS AND WORKING AREA Access to the sites or to the vicinity of sites is by public roads and private roads as shown on the drawings or as may be located in the field. Some sites may not have adequate access roads for CONTRACTOR’S methods or equipment and construction or improvement of existing roads may be required. Access roads used or constructed by the CONTRACTOR shall be maintained during use and the land reclaimed or restored to pre-existing or better conditions. The CONTRACTOR shall keep access roads, equipment, the storage of materials and the operation of his workmen to the immediate vicinity of the work sites and shall not unreasonably encumber the premises with his materials and equipment. Caution shall be exercised at all times to avoid blocking roads or in any other way interfering with operations by others or presenting a hazard to personnel, equipment, or to the public. The CONTRACTOR shall obtain all permits and/or permission required to use public and private roads. The CONTRACTOR shall obey all laws and regulations affecting the use of public thoroughfares. The CONTRACTOR shall provide such temporary barricades, fences, or warning signs as may be necessary to make temporary or permanent roads safe by night as well as by day. He shall at all times have a sufficient number of watchmen, flagmen, and warning lights to protect traffic where it is interfered with by his operations, where his trucks enter or leave public roads, or where work is being done adjacent to such roads. Article 25. PROTECTION OF WORK AND PROPERTY The CONTRACTOR shall continuously maintain adequate protection of all his work and materials protect the property from injury or loss arising in connection with the Contract and adequately protect adjacent property as provided by law and the Contract Documents. The CONTRACTOR shall make good any damage, injury or loss, except such as may be:

(a) Directly due to errors in the Contract Documents; (b) Caused by agents or employees of the Principal Representative; (c) Due to causes beyond the CONTRACTOR’S control and not to his fault or

negligence. The CONTRACTOR shall take all necessary precautions for the safety of employees on the work site, and shall comply with all applicable provisions of Federal, State and Municipal safety laws and building codes to prevent accidents or injury to persons on, about or adjacent to the premises where the work is being performed. He shall erect and properly maintain at all times, as required by the conditions and progress of the work, all necessary safeguards for the protection of workmen and the public and shall post danger signs warning against the hazards created by such features of construction. The CONTRACTOR shall take due precautions when obstructing sidewalks, streets or other public ways in any manner, and shall provide, erect and maintain barricades, temporary walkways, roadways, trench covers, colored lights or danger signals and any other devices necessary to assure the safe passage of pedestrians and automobiles. In an emergency affecting the safety of life or posing a threat to adjoining property, the CONTRACTOR, without special instruction or authorization from the PROJECT MANAGER or Principal Representative, is hereby permitted to act, at his discretion, to prevent such threatened loss or injury; and he shall so act, without appeal, if so authorized or instructed. The Principal Representative must be notified as soon as possible in the event of any emergency. Any



compensation, claimed by the CONTRACTOR on account of emergency work, shall be determined by agreement for extra compensation. Article 26. HISTORICAL PRESERVATION Areas adjacent to the mine sites often contain related artifacts and structures, such as buildings, tipples, ore houses, headframes and foundations that may be historically significant. Care shall be exercised to avoid any effect to these structures and artifacts, in order to preserve their integrity. Existing structures, except shaft timbering, shall not be used as load-bearing devices. Article 27. ELECTRICAL POWER, POTABLE AND CONSTRUCTION WATER The CONTRACTOR shall be responsible for providing electrical power and potable and construction water as needed to perform the contract work. If the CONTRACTOR desires to use power other than portable generators, the CONTRACTOR plans for providing such power will be subject to the Principal Representative's prior approval. The cost for providing power and water will not be paid for separately but shall be included in the bid prices of the various work items. The CONTRACTOR shall install and maintain all utilities in such manner as to protect the public and workmen and conform to any applicable laws and regulations. Upon completion of the work he shall remove all such temporary utilities from the site. Article 28. PROTECTION OF EXISTING UTILITIES Utilities, both underground and aboveground, may exist which could affect construction work covered under this contract. The CONTRACTOR is responsible for determining the nature and locations of any and all utilities which could affect construction work covered under this contract. The horizontal and vertical locations of utilities may vary. The CONTRACTOR is responsible for excavation and equipment movement without damage to utilities. The CONTRACTOR assumes all responsibility for damages to any utilities he causes under this contract. When construction crosses highways, railroads, streets or utilities under the jurisdiction of State, County, City or other Public agency, Public Utility or private entity, the CONTRACTOR shall secure proper written permission before executing such construction. The CONTRACTOR will be required to furnish a proper release before final acceptance of the work. Article 29. PERMITS, LICENSES AND REGULATIONS Permits and licenses at a Federal, State, County and/or local level, required for prosecution of the work shall be procured and paid for by the CONTRACTOR. Article 30. TAXES State of Colorado as purchaser is exempt from all Federal taxes under Chapter 32 of the Internal Revenue Code (Registration No. 84-730123K) and from all State and Local Government Use Taxes (Ref. Colorado Revised Statutes Chapter 39-26.114(a)). (Our Colorado State and Local Sales Tax Exemption Number is 98-022381). The Contractor is hereby notified that when materials are purchased in certain political subdivisions (for example- the City of Denver), the Contractor may be required to pay sales tax even though the ultimate product or service is provided to the State of Colorado. This sales tax will not be reimbursed by the State.



Article 31. ROYALTIES AND PATENTS The CONTRACTOR shall pay all royalties and license fees. He shall defend all suits or claims for infringement of any patent rights and shall save the State of Colorado harmless from loss on account thereof. Article 32. PROJECT PUBLICITY The Principal Representative will be sole provider of information about the project work to area residents and special districts, county, state, and federal agencies, and individuals from the media. Any contact with these groups by the CONTRACTOR must be cleared through the Principal Representative. Article 33. TIME OF COMPLETION It is hereby understood and mutually agreed, by and between the parties hereto, that the date of beginning, rate of progress and the time for completion of the work to be done hereunder are Essential Conditions of the Contract; and it is further understood and agreed that the work embraced in this Contract shall be commenced in the time to be specified in the Notice to Proceed. It is further agreed that time is of the essence of each and every portion of the Contract and of the specifications wherein a definite and certain length of time is fixed for the performance of any act whatsoever; and where under the Contract an additional time is allowed for the completion of any work, the new time limit fixed by such extension shall also be of the essence of the Contract. The CONTRACTOR agrees that work will be performed with due diligence in accordance with accepted engineering and construction practices to the end that the entire contract work shall be completed within the time specified in the Special Conditions after receipt of the Notice to Proceed. It is expressly understood and agreed, by and between the parties, that the stipulated performance time for completion of the work described is a reasonable time for completion of the work, taking into consideration all factors, including average climatic conditions and usual construction practices prevailing in the area. Article 34. TEMPORARY SUSPENSION OF WORK If the CONTRACTOR is responsible for a delay in progress of the work, the CONTRACTOR shall, without additional cost, work overtime and use such additional equipment and manpower as may be necessary to complete the contract work by the stipulated date. Failure to comply will be grounds for termination of this Agreement as stipulated below or assessment of liquidated damages as stipulated under TEMPORARY SUSPENSION OF WORK. The State, acting by and through the Principal Representative, shall have the authority to suspend the work, either wholly or in part, for such period or periods as he or they may deem necessary due to:

(a) Unsuitable weather; (b) Faulty workmanship; (c) Improper superintendence (d) CONTRACTOR failure to carry out orders or to perform any provision of the Contract

Documents; (e) Conditions which may be considered unfavorable for the prosecution of the work.

Additional time will be added to the performance time for the contract for (a) above only.



If it should become necessary to stop work for an indefinite period, the CONTRACTOR shall store all materials in such manner that they will not become an obstruction or become damaged in any way; and he shall take every precaution to prevent damage to or deterioration of the work, provide suitable drainage and erect temporary structures where necessary. Such Suspend Work Order shall be in writing and the CONTRACTOR shall again proceed with the work when so notified in writing. Article 35. ESTIMATED QUANTITIES The CONTRACTOR understands and agrees that:

(a) The quantities and measurements set forth in the Special Conditions are in no case exact and in some instances the exact quantities and measurements are impossible to determine until after conditions have become known during construction;

(b) The quantities shown in the Special Conditions are for use as a basis for comparing

bids only;

(c) The Principal Representative does not expressly, or by implication, agree that the actual amount of work performed or material furnished or installed will correspond therewith;

(d) During the progress of the work the Principal Representative may find it advisable

and shall have the right to make changes in locations of portions of the work, to omit portions of the work and to increase or decrease the quantities, as may be deemed necessary or desirable;

(e) Under no circumstances or conditions will the CONTRACTOR be paid anything on

account of anticipated profits upon the work or any portion thereof covered by the Contract which is not actually performed;

(f) Under no circumstances or conditions will the CONTRACTOR be paid more than the unit price bid for any item of the Bid because the actual quantity is greater or less than the quantity shown in the Bid or Bid Schedule, and

(g) Measurements of any openings have been made in sufficient detail to establish

general shapes and dimensions. The locations and dimensions of vertical and horizontal openings and depths of materials shown on the documents as waste material, soil and unconsolidated material and rock material are approximate measurements only and shall be verified by excavation.

Article 36. DIFFERING SITE CONDITIONS

(a) The CONTRACTOR shall promptly, and before such conditions are disturbed, notify the Principal Representative of:

(1) Subsurface or latent physical conditions at the site differing materially from

those indicated in the Contract, or

(2) Unknown physical conditions at the site, of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Contract.

The Principal Representative shall promptly investigate the conditions, and if he finds that such conditions do materially so differ and cause an increase or decrease in the



CONTRACTOR’S cost of, or the time required for, performance of any part of the work under this Contract, whether or not changed as a result or such conditions, an equitable adjustment shall be made and the Contract modified in writing accordingly.

(b) No claim of the CONTRACTOR under this clause shall be allowed unless the CONTRACTOR has given the notice required in (a) above; provided, however, the time prescribed therefore may be extended by the State.

Article 37. CHANGES IN THE WORK The Principal Representative, without invalidating the Contract, may order extra work, or make any other reasonably related changes by altering adding to or deducting from the work; the contract price and time for completion of the work will be adjusted accordingly by written change order. All such work shall be executed under the conditions of the original contract except that any claim for extension of time caused by changes authorized in the change order shall be included in the written change order. The Principal Representative shall have authority to make minor changes in the work, not involving extra cost, and not inconsistent with the purpose of the work, but otherwise, except in an emergency endangering life or property, no extra work or change in the Contract Documents shall be made unless by a change order. No claim by the CONTRACTOR for an equitable adjustment hereunder shall be allowed if asserted after final payment under this Contract, approved by the Principal Representative. No claim for any change to the Contract sum shall be valid unless so ordered. The value of any extra work or change shall be determined in one or more the following ways:

(a) By estimate and acceptance in a lump sum; (b) By unit prices named in the Contract; (c) By actual cost plus a fixed fee, or percentage, the latter agreed upon prior to starting

the extra or changed work. Changed work shall be adjusted and considered separately for the work either added or omitted. The amount of adjustment for work omitted shall be estimated at the time it is authorized, and the agreed adjustment will be deducted from the subsequent monthly progress payments. Article 38. CLAIMS FOR EXTRA COST If the CONTRACTOR claims that any instructions, by drawings or otherwise, involve extra cost under this Contract, he shall give the Principal Representative written Notice thereof within a reasonable time after the receipt of such instructions. In any event, before proceeding to execute the work, except in emergency endangering life or property, the procedure shall be as provided for under Article 35, CHANGES IN THE WORK. No such claim shall be valid unless so made. In all such cases, the CONTRACTOR shall keep a correct account of the extra cost, in such form as the Principal Representative may direct, and shall present such account, supported by receipts. The Principal Representative shall be entitled to reject any claim for extra cost whenever the foregoing procedure is not followed. The payments to the CONTRACTOR in respect of such extra costs shall be limited to reimbursement for the current additional expenditure by the CONTRACTOR made necessary by the change in the work, plus a reasonable amount of overhead and profit, determined solely with reference to the additional work, if any, required by the change, at or prior to the time of making the change.



Any claim by the CONTRACTOR arising by virtue of the Contract which is not disposed of by agreement shall be submitted in writing, together with any written and oral evidence in support thereof, to the Principal Representative for decision. Before making a decision the Principal Representative may notify the CONTRACTOR that additional written and/or oral evidence in support of the claim is required. If such notice is given, CONTRACTOR shall provide additional evidence to the Principal Representative within the time specified by the Principal Representative in the notice. The Principal Representative shall make his decision in writing and mail or otherwise furnish a signed copy to the CONTRACTOR. Pending the decision of the Principal Representative, the CONTRACTOR shall proceed diligently with the performance of the Contract. Article 39. LIQUIDATED DAMAGES If the CONTRACTOR shall neglect, fail or refuse to complete the work within the time agreed upon in this Agreement or any extension thereof, the CONTRACTOR shall be liable to the Principal Representative in the amount specified in the Special Conditions for this project for each and every calendar day the completion of the work is delayed beyond the time provided in this Agreement, as fixed and agreed liquidated damages, and not as a penalty. If the Principal Representative terminates the CONTRACTOR'S right to proceed, the resulting damage will consist of liquidated damages until such reasonable time as may be required for final completion of the work along with any increased costs incurred by the Principal Representative in completing the work. If the Principal Representative does not terminate the CONTRACTOR'S right to proceed, the resulting damage will consist of liquidated damages until the work is completed or accepted. The Principal Representative shall have the right to deduct from and retain out of monies which may be due or which may become due and payable to the CONTRACTOR, the amount of such liquidated damages; and if the amount so retained by the Principal Representative is insufficient to pay in full such liquidated damages, the CONTRACTOR shall pay to the Principal Representative the amount necessary to effect payment in full of such liquidated damages. Article 40. DAMAGES If either party to this Contract shall suffer damage in any manner because of any wrongful act or neglect of the other party or of anyone employed by him, then he shall be reimbursed by the other party for such damage, except that the Principal Representative shall be responsible for and at his option insure against loss of use of any of his existing property, due to fire or otherwise, however caused. Claims under this clause shall be made in writing to the party liable within a reasonable time of the first observance of such damage and not later than the time of final payment, except as expressly stipulated otherwise in the case of faulty work or materials. Article 41. STATE’S RIGHT TO DO THE WORK If the CONTRACTOR should neglect to prosecute the work properly or fail to perform any provision of the Contract, the Principal Representative, after seven (7) days' written notice to the CONTRACTOR and the Surety may, without prejudice to any other remedy he may have, make good such deficiencies and may deduct the cost thereof from the payment then or thereafter due the CONTRACTOR. Article 42. STATE'S RIGHTS TO TERMINATE THE CONTRACT A. General If the CONTRACTOR should be adjudged as bankrupt, or if he should make a general assignment for the benefit of his creditors, or if a receiver should be appointed to take over his affairs, or if he



should fail to prosecute his work with due diligence and carry the work forward in accordance with his work schedule and the time limits set forth in the Contract Documents, or if he should fail to subsequently perform one or more of the provisions of the Contract Documents to be performed by him, the Principal Representative may serve Written Notice on the CONTRACTOR and the Surety on his performance and payment bonds, stating his intention to exercise one of the remedies hereinafter set forth and the grounds upon which the Principal Representative bases his right to exercise such remedy. In such event, unless the matter complained of is satisfactorily cleared within ten (10) days after serving such Notice, the Principal Representative may, without prejudice to any other right or remedy, exercise one of such remedies, at once. B. Conditions and Procedures (a) The Principal Representative may terminate the services of the CONTRACTOR, which

termination shall take effect immediately upon serving notice to the CONTRACTOR and his Surety, whereupon the Surety shall have the right to take over and perform the Contract. If the Surety does not commence performance of the Contract within ten (10) days after service of the notice of termination, the Principal Representative may take over the work, take possession of and use all materials, tools, equipment and appliances on the premises and prosecute the work to completion by such means as he shall deem best. In the event of such termination of his service, the CONTRACTOR shall not be entitled to any further payment under his contract until the work is completed and accepted. If the Principal Representative takes over the work and if the unpaid balance of the contract price exceeds the cost of completing the work, including compensation for any damages or expenses incurred by the Principal Representative through the default of the CONTRACTOR, such excess shall be paid to the CONTRACTOR. If, however, the cost, expenses and damages as certified by the Principal Representative exceed such unpaid balance of the contract price, the CONTRACTOR and his Surety shall pay the difference to the Principal Representative.

(b) The Principal Representative may take control of the work and either make good the

deficiencies of the CONTRACTOR or direct the activities of the CONTRACTOR in doing so, employing such additional help as the Principal Representative deems advisable. In such event the Principal Representative shall be entitled to collect from the CONTRACTOR and his Surety, or to deduct from any payment then or thereafter due the CONTRACTOR, the costs incurred in having such deficiencies made good and any damages or expenses incurred through the default of the CONTRACTOR, provided the Principal Representative approves the amount thus charged to the CONTRACTOR.

(c) The Principal Representative may require the Surety on the CONTRACTOR’S bond to take

control of the work at once and see to it that all the deficiencies of the CONTRACTOR are made good, with due diligence. As between the Principal Representative and the Surety, the cost of making good such deficiencies shall all be borne by the Surety. If the Surety takes over the work, either upon termination of the services of the CONTRACTOR or upon instructions from the Principal Representative to do so, the provisions of the Contract Documents shall govern in respect of the work done by the Surety, the Surety being substituted for the CONTRACTOR as to such provisions, including provisions as to payment for the work and provisions of this Article as to the right of the Principal Representative to do the work or take control of the work.

Article 43. TERMINATION FOR CONVENIENCE OF STATE (a) The performance of work under this Contract may be terminated, in whole or from time to

time in part, by the State whenever for any reason the Principal Representative shall



determine that such termination is in the best interest of the State. Termination of work hereunder shall be effected by delivery to the CONTRACTOR of a Notice of Termination specifying the extent to which performance of work under the Contract is terminated and the date upon which such termination becomes effective.

(b) After receipt of the Notice of Termination the CONTRACTOR shall cancel his outstanding

commitments hereunder covering the procurement of materials, supplies, equipment and miscellaneous items. In addition, the CONTRACTOR shall exercise all reasonable diligence to accomplish the cancellation or diversion of his outstanding commitments covering personal services and extending beyond the date of such termination to the extent that they relate to the performance of any work terminated by the Notice. With respect to such canceled commitments the CONTRACTOR agrees to:

(1) settle all outstanding liabilities and all claims arising out of such cancellation of

commitments, with approval or ratification of the Principal Representative, to the extent he may require, which approval or ratification shall be final for all purposes of this clause, and

(2) assign to the State, in the manner, at the time, and to the extent directed by the

Principal Representative, all of the right, title, and interest of the CONTRACTOR under the orders and subcontracts so terminated, in which case the State shall have the right, in its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts.

(c) The CONTRACTOR shall submit his termination claim to the Principal Representative

promptly after receipt of a Notice of Termination, but in no event later than ninety (90) days from the effective date of termination, unless one or more extensions in writing are granted by the Principal Representative upon written request of the CONTRACTOR within such one year period or authorized extension thereof. Upon failure of the CONTRACTOR to submit his termination claim within the time allowed, the Principal Representative may determine, on the basis of information available to him, the amount, if any, due to the CONTRACTOR by reason of the termination and shall thereupon pay to the CONTRACTOR the amount so determined.

(d) Costs claimed, agreed to, or determined pursuant to (c) above and (e) below shall be in

accordance with the provisions of ARTICLE 107 (COST PRINCIPLES) of the Colorado Procurement Code and Rules as in effect on the date of this Contract.

(e) Subject to the provisions of paragraph (c) above, the CONTRACTOR and the Principal

Representative may agree upon the whole or any part of the amount or amounts to be paid to the CONTRACTOR by reason of the termination under this clause, which amount or amounts may include any reasonable cancellation charges thereby incurred by the CONTRACTOR and any reasonable loss upon outstanding commitments for personal services which he is unable to cancel; provided, however, that in connection with any outstanding commitments for personal services which the CONTRACTOR is unable to cancel, the CONTRACTOR shall have exercised reasonable diligence to divert such commitments to his other activities and operations. Any such agreement shall be embodied in an amendment to this Contract and the CONTRACTOR shall be paid the agreed amount.

(f) The State may from time to time, under such terms and conditions as it may prescribe,

make partial payments against costs incurred by the CONTRACTOR in connection with the termination portion of this Contract, whenever, in the opinion of the Principal Representative, the aggregate of such payments is within the amount to which the CONTRACTOR will be entitled hereunder.



(g) The CONTRACTOR agrees to transfer title and deliver to the State, in the manner, at the time, and to the extent, if any, directed by the Principal Representative, such information and items which, if the Contract had been completed, would have been required to be furnished to the State, including:

(1) completed or partially completed plans, drawings and information; and

(2) materials or equipment produced or in process or acquired in connection with the

performance of the work terminated by the Notice.

Other than the above, any termination inventory resulting from the termination of the Contract may, with written approval of the Principal Representative, be sold or acquired by the CONTRACTOR under the conditions prescribed by and at a price or prices approved by the Principal Representative. The proceeds of any such disposition shall be applied in reduction of any payments to be made by the State to the CONTRACTOR under this Contract or shall otherwise be credited to the price or cost of work covered by this Contract or paid in such other manner as the Principal Representative may direct. Pending final disposition of property arising from the termination, the CONTRACTOR agrees to take such action as may be necessary, or as the Principal Representative may direct, for the protection and preservation of the property related to this Contract which is in the possession of the CONTRACTOR and in which the State has or may acquire an interest.

(h) Any disputes as to questions of fact, which may arise hereunder, shall be subject to the

provisions of ARTICLE 109 (REMEDIES) of the Colorado Procurement Code. Article 44. CONTRACTOR'S RIGHT TO STOP WORK OR TERMINATE CONTRACT If the work shall be stopped under an order of any court or other public authority for a period of three (3) months through no act or fault of the CONTRACTOR or of any one employed by him, then the CONTRACTOR may, on seven (7) days' written Notice to the Principal Representative and the PROJECT MANAGER, stop work or terminate this Contract and recover from the Principal Representative payment for all work executed, any losses sustained on any material, and a reasonable profit. This provision shall not apply to work suspended due to conditions unsatisfactory for the prosecution of the work, including winter weather conditions. Article 45. CLEANUP The CONTRACTOR shall at all times keep the construction area free from accumulations of waste material or rubbish resulting from his work. Upon completion of the work, the CONTRACTOR shall remove from the vicinity of the work and haul all rubbish, trash, garbage, and construction debris to a county-approved disposal site. Additionally, the CONTRACTOR shall remove from the vicinity all unused materials, and the like, belonging to the CONTRACTOR or used under the CONTRACTOR'S direction during construction. Cleanup is subject to the approval of the Principal Representative. Article 46. PERIODIC PARTIAL PAYMENTS On some occasions, after approval by the Principal Representative, payment may be made on account of materials not incorporated in the work but delivered and suitably stored at the site, or at some other location agreed upon in writing. Such payments shall be conditioned upon submission by the CONTRACTOR of bills of sale or such other procedure as will establish the Principal Representative's title to such material or otherwise adequately protect the Principal Representative's interest, including applicable insurance.



If the bid amount is between $50,000.00 and $149,999.00, 10 percent retainage will be withheld until the project has been satisfactorily completed and advertised. If the bid amount is $150,000.00 or over, 5 percent retainage will be withheld until the project has been satisfactorily completed and advertised. The Division of Reclamation, Mining and Safety will accept original invoices only. Change order amounts and retainage must be invoiced separately from items included in the original contract. All invoices, except the final invoice, and the payments thereunder, shall be subject to correction in the next invoice following the discovery of any error. The final payment, or the retainage bill, shall state “Final Bill” on the invoice. State law and regulations provide that CONTRACTORS will be paid within 45 days after receipt of a correct invoice. A State liability not paid within 45 days is considered delinquent and, unless otherwise agreed to, interest on the unpaid balance shall be paid beginning with the forty-sixth day at the rate of one percent per month on the unpaid balance until paid in full. A liability shall not arise if a good faith dispute exists as to the agency's obligation to pay all or a portion of the liability. CONTRACTORS shall invoice separately for interest on delinquent amounts due. The billing shall reference the delinquent payment, the number of days interest to be paid and the applicable interest rate (24-30-202(24), C.R.S. as amended). Article 47. PAYMENTS WITHHELD The PROJECT MANAGER or the Principal Representative may hold, or, on account of subsequently discovered evidence, nullify the whole or any part of any invoice on account of:

(a) Defective work not remedied; (b) Claims filed or reasonable evidence indicating probable filing of claims; (c) Failure of the CONTRACTOR to make payment to subcontractors or for material or

labor; (d) A reasonable doubt that the Contract can be completed for the balance of the

contract price then unpaid; (e) Damage to another CONTRACTOR; (f) Failure to obtain necessary permits or licenses or to comply with applicable laws,

ordinances, codes, rules or regulations; (g) Failure to submit weekly progress reports; (h) Failure of the CONTRACTOR to keep his work progressing in accordance with his

time schedule; (i) Failure to keep a superintendent on the work; (j) Unauthorized deviations by the CONTRACTOR from the Contract Documents.

When the grounds for such withholding or nullifying are removed, payment shall be made for the amounts withheld. If the Principal Representative deems inexpedient the correction of damaged work or of work not performed in accordance with the contract, equitable reduction of contract price shall be made. Article 48. FINAL INSPECTION The Principal Representative shall make final inspection of the project to determine whether the work has been completed in accordance with the Contract Documents. A final punch list shall be made by the Principal Representative on the Final Inspection and Certificate of Completion form in sufficient detail to fully outline to the CONTRACTOR:

a) Work to be completed, if any;



b) Work not in compliance with the drawings or specifications, if any; c) Unsatisfactory work for any reason, if any.

If any punch-list results from the final inspection, the CONTRACTOR shall promptly rectify all items on it. Article 49. FINAL INSPECTION AND CERTIFICATE OF COMPLETION The Final Inspection and Certificate of Completion shall establish the completion date of the project. Article 50. SETTLEMENT The Principal Representative shall not authorize final payment until all items on the punch list have been completed, the Final Inspection and Certificate of Completion issued, and the Notice of CONTRACTOR'S Settlement published. Before the Principal Representative may advertise, the CONTRACTOR shall deliver the Principal Representative all guaranties and warranties, and daily or weekly Job Logs. When the Principal Representative indicates acceptance of the work, the CONTRACTOR may requisition final payment, including retainage, on account of the contract price. Before such final payment may be made the Principal Representative must comply with Title 38-26-107 C.R.S. as amended, which requires that publication of a notice of final settlement with the CONTRACTOR be made twice for projects over $120,000.00, and once for projects less than $120,000.00 in a newspaper of general circulation in the county wherein the Agreement was made (usually Denver County) and the county wherein the work was performed. The date fixed in such notice, before which final payment to the CONTRACTOR may not be made, must be no less than ten days after the publication of the notice. Any unpaid creditor of the CONTRACTOR who supplied labor and/or material for the work has those ten days in which to file with the Principal Representative a verified statement of the amount due and unpaid. The Principal Representative must withhold from payment to the CONTRACTOR the total amount of such claim for a period of ninety days after the date in the notice fixed for settlement, but the Principal Representative may not directly make payment to the creditor(s). If within those ninety days a creditor does not reach settlement with the CONTRACTOR, he must file with the Principal Representative a notice that he has brought action at law, otherwise the Principal Representative, at expiration of ninety days, will pay the CONTRACTOR for the amount withheld. Article 51. GUARANTY AND WARRANTIES The CONTRACTOR shall furnish the Principal Representative with a written guaranty for one year covering all labor, materials and workmanship incorporated in the work. The CONTRACTOR, in instances of work performed or material or equipment furnished for which warranties are required by the specifications, shall procure such warranties and deliver them to the Principal Representative on completion of the work. Such warranties will in no way lessen the CONTRACTOR'S responsibilities under the Agreement. Whenever warranties or guarantees are required by the specifications for a period longer than one year, such longer period shall govern. Written guaranties must be received by the Principal Representative before final payment will be approved. Article 52. ASSIGNMENT The CONTRACTOR shall not assign the whole or any part of this Contract as any moneys due or to become due hereunder without the written consent of the Principal Representative. No assignment without said prior approval shall be valid. In case the CONTRACTOR assigns all or



part of any moneys due or to become due under this Contract, the instrument of assignment shall contain a clause substantially to the effect that it is agreed that the right of the assignee in and to any moneys due or to become due to the CONTRACTOR shall be subject to all claims of all persons, firms, and corporations for services rendered or materials supplied for the performance of the work called for in this Contract, whether said service or material were supplied prior to, or after the assignment. Article 53. LIENS There is no right of Mechanic's Lien against publicly-owned property in the State of Colorado. However, as outlined in Article 50 SETTLEMENT, unpaid labor and/or materials suppliers for the work are by law provided certain alternate remedies. Article 54. POST-COMPLETION INSPECTIONS Final payment made to the CONTRACTOR on account of the work shall not operate to relieve the CONTRACTOR of responsibility for faulty material or workmanship, and unless otherwise provided the CONTRACTOR shall remedy any defect due thereto and pay for any damages resultant therefrom which shall appear within one year from the date of final acceptance of the work, which date will be that of the Final Inspection and Certificate of Completion. If the CONTRACTOR fails promptly to correct the punch list items resulting from such inspections, the Principal Representative may correct such defects and deficiencies and backcharge the CONTRACTOR for the cost thereof. Article 55. ACCESS TO DOCUMENTS The CONTRACTOR shall grant access to the State, the Office of Surface Mining Reclamation and Enforcement, the Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers and records of the CONTRACTOR which are directly pertinent to this contract for the purpose of audit, examination, excerpts and transcriptions. All required records shall be retained for three years after final settlement and all other matters are closed. Article 56. CORRUPT INFLUENCES The signatories hereto aver that they are familiar with 18-8-301 of seq. (Bribery and corrupt influences) and 18-8-401, et seq. (abuse of Public Office), C.R.S., as amended and that no violation of such provisions is present. Article 57. COLORADO SPECIAL PROVISIONS

THE SPECIAL PROVISIONS APPLY TO ALL CONTRACTS EXCEPT WHERE NOTED IN ITALICS. 1. CONTROLLER'S APPROVAL. CRS §24-30-202(1). This contract shall not be valid until it has been approved by the Colorado State Controller or designee. 2. FUND AVAILABILITY. CRS §24-30-202(5.5). Financial obligations of the State payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. 3. GOVERNMENTAL IMMUNITY. No term or condition of this contract shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental Immunity Act, CRS §24-10-101 et seq., or the Federal Tort Claims Act, 28 U.S.C. §§1346(b) and 2671 et seq., as applicable now or hereafter amended.



4. INDEPENDENT CONTRACTOR. Contractor shall perform its duties hereunder as an independent contractor and not as an employee. Neither Contractor nor any agent or employee of Contractor shall be deemed to be an agent or employee of the State. Contractor and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the State and the State shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. Unemployment insurance benefits will be available to Contractor and its employees and agents only if such coverage is made available by Contractor or a third party. Contractor shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this contract. Contractor shall not have authorization, express or implied, to bind the State to any agreement, liability or understanding, except as expressly set forth herein. Contractor shall (a) provide and keep in force workers' compensation and unemployment compensation insurance in the amounts required by law, (b) provide proof thereof when requested by the State, and (c) be solely responsible for its acts and those of its employees and agents. 5. COMPLIANCE WITH LAW. Contractor shall strictly comply with all applicable federal and State laws, rules, and regulations in effect or hereafter established, including, without limitation, laws applicable to discrimination and unfair employment practices. 6. CHOICE OF LAW. Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this contract. Any provision included or incorporated herein by reference which conflicts with said laws, rules, and regulations shall be null and void. Any provision incorporated herein by reference which purports to negate this or any other Special Provision in whole or in part shall not be valid or enforceable or available in any action at law, whether by way of complaint, defense, or otherwise. Any provision rendered null and void by the operation of this provision shall not invalidate the remainder of this contract, to the extent capable of execution. 7. BINDING ARBITRATION PROHIBITED. The State of Colorado does not agree to binding arbitration by any extra-judicial body or person. Any provision to the contrary in this contact or incorporated herein by reference shall be null and void. 8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00. State or other public funds payable under this contract shall not be used for the acquisition, operation, or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions. Contractor hereby certifies and warrants that, during the term of this contract and any extensions, Contractor has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds. If the State determines that Contractor is in violation of this provision, the State may exercise any remedy available at law or in equity or under this contract, including, without limitation, immediate termination of this contract and any remedy consistent with federal copyright laws or applicable licensing restrictions. 9. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. CRS §§24-18-201 and 24-50-507. The signatories aver that to their knowledge, no employee of the State has any personal or beneficial interest whatsoever in the service or property described in this contract. Contractor has no interest and shall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of Contractor’s services and Contractor shall not employ any person having such known interests. 10. VENDOR OFFSET. CRS §§24-30-202 (1) and 24-30-202.4. [Not Applicable to intergovernmental agreements] Subject to CRS §24-30-202.4 (3.5), the State Controller may withhold payment under the State’s vendor offset intercept system for debts owed to State agencies for: (a) unpaid child support debts or child support arrearages; (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-101, et seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education; (d) amounts required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts owing to the State as a result of final agency determination or judicial action.



11. PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101. [Not Applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovernmental agreements, or information technology services or products and services] Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this contract and will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this contract, through participation in the E-Verify Program or the Department program established pursuant to CRS §8-17.5-102(5)(c), Contractor shall not knowingly employ or contract with an illegal alien to perform work under this contract or enter into a contract with a subcontractor that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this contract

12. PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS §24-76.5-101. Contractor, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (a) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (b) shall comply with the provisions of CRS §24-76.5-101 et seq., and (c) has produced one form of identification required by CRS §24-76.5-103 prior to the effective date of this contract.

. Contractor (a) shall not use E-Verify Program or Department program procedures to undertake pre-employment screening of job applicants while this contract is being performed, (b) shall notify the subcontractor and the contracting State agency within three days if Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien for work under this contract, (c) shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three days of receiving the notice, and (d) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor participates in the Department program, Contractor shall deliver to the contracting State agency, Institution of Higher Education or political subdivision a written notarized affirmation, affirming that Contractor has examined the legal work status of such employee, and shall comply with all of the other requirements of the Department program. If Contractor fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq., the contracting State agency, institution of higher education or political subdivision may terminate this contract for breach and, if so terminated, Contractor shall be liable for damages.

Revised 1/1/09

Effective Date 01/01/09

Purchase Order Terms and Conditions

1. Offer/Acceptance. If this purchase order (“PO”) refers to vendor’s bid or proposal, this PO is an ACCEPTANCE of vendor’s OFFER TO SELL in accordance with the terms and conditions of the “solicitation” identified in vendor’s bid or proposal. The solicitation includes an RFP, IFB, or any other form of order by buyer. If a bid or proposal is not referenced, this PO is an OFFER TO BUY, subject to vendor’s acceptance, demonstrated by vendor’s performance or written acceptance of this PO. Any COUNTER-OFFER TO SELL automatically CANCELS this PO, unless a change order is issued by buyer accepting a counter-offer. This PO shall supersede and control over any vendor form(s) or part(s) thereof included in or attached to any bid, proposal, offer, acknowledgment, or otherwise, in the event of inconsistencies or contradictions, regardless of any statement to the contrary in such form(s) or parts thereof. 2. Safety Information. All chemicals, equipment and materials proposed and/or used in the performance of this PO shall conform to the requirements of the Occupational Safety and Health Act of 1970. Vendor shall furnish all Material Safety Data Sheets (MSDS) for any regulated chemicals, equipment or hazardous materials at the time of delivery. 3. Changes. Vendor shall furnish products and/or services strictly in accordance with the specifications and price set forth for each item. This PO shall not be modified, superseded or otherwise altered, except in writing signed by purchasing agent and accepted by vendor. Each shipment received or service performed shall comply with the terms of this PO, notwithstanding invoice terms or acts of vendor to the contrary, unless this PO has been modified, superseded or otherwise altered in accordance with this section. 4. Delivery. Unless otherwise specified in the solicitation or this PO, delivery shall be FOB destination. Buyer is relying on the promised delivery date, installation, and/or service performance set forth in vendor’s bid or proposal as material and basic to buyer’s acceptance. If vendor fails to deliver or perform as and when promised, buyer, in its sole discretion, may cancel its order, or any part thereof, without prejudice to its other rights, return all or part of any shipment so made, and charge vendor with any loss or expense sustained as a result of such failure to deliver or perform as promised. Time is of the essence. 5. Intellectual Property. Any software, research, reports, studies, data, photographs, negatives or other documents, drawings or materials (collectively “materials”) delivered by vendor in performance of its obligations under this PO shall be the exclusive property of buyer. Ownership rights shall include, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the materials. Vendor shall comply with all applicable Cyber Security Policies of the State of Colorado (the “State”), or buyer, as applicable, and all confidentiality and non-disclosure agreements, security controls, and reporting requirements. 6. Quality. Buyer shall be the sole judge in determining “equals” with regard to quality, price and performance. All products delivered shall be newly manufactured and the current model, unless otherwise specified. 7. Warranties. All provisions and remedies of the Colorado Uniform Commercial Code, CRS, Title 4 (“CUCC”), relating to implied and/or express warranties are incorporated herein, in addition to any warranties contained in this PO or the specifications. 8. Inspection and Acceptance. Final acceptance is contingent upon completion of all applicable inspection procedures. If products or services fail to meet any inspection requirements, buyer may exercise all of its rights, including those provided in the CUCC. Buyer shall have the right to inspect services provided under this PO at all reasonable times and places. "Services" as used in this section includes services performed or tangible material produced or delivered in the performance of services. If any of the services do not conform to PO requirements, buyer may require vendor to perform the services again in conformity with PO requirements, without additional payment. When defects in the quality or quantity of service cannot be corrected by re-performance, buyer may (a) require vendor to take necessary action to ensure that future performance conforms to PO requirements and (b) equitably reduce the payment due vendor to reflect the reduced value of the services performed. These remedies do not limit the remedies otherwise available in this PO, at law, or in equity. 9. Cash Discount. The cash discount period will start from the later of the date of receipt of acceptable invoice, or from date of receipt of acceptable products/services at the specified destination by an authorized buyer representative. 10. Taxes. Buyer and the State are exempt from all federal excise taxes under Chapter 32 of the Internal Revenue Code [No. 84-730123K] and from all State and local government sales and use taxes [CRS, Title 39, Article 26, Parts I and II]. Such exemptions apply when materials are purchased for the benefit of State, except that in certain political subdivisions (e.g., City of Denver) vendor may be required to pay sales or use taxes even though the ultimate product or service is provided to buyer. Buyer shall not reimburse such sales or use taxes. 11. Payment. Buyer shall pay vendor for all amounts due within 45 days after receipt of products or services and a correct notice of amount due. Interest on the unpaid balance shall begin to accrue on the 46th day at the rate set forth in CRS §24-30-202(24) until paid in full. Interest shall not accrue if a good faith dispute exists as to buyer’s obligation to pay all or a portion of the amount due. Vendor shall invoice buyer separately for interest on delinquent amounts due, referencing the delinquent payment, number of day’s interest to be paid, and applicable interest rate. 12. Vendor Offset. [Not Applicable to Inter-governmental POs] Under CRS §24-30-202.4 (3.5), the State Controller may withhold payment under the State’s vendor offset intercept system for debts owed to State agencies for: (a) unpaid child support debts or arrearages; (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-101, et seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education; (d) amounts required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts owing to the State as a result of final agency determination or judicial action. 13. Assignment and Successors. Vendor shall not assign rights or delegate duties under this PO, or subcontract any part of the performance required under this PO, without the express, written consent of buyer. This PO shall inure to the benefit of and be binding upon vendor and buyer and their respective successors and assigns. Assignment of accounts receivable may be made only upon written notice furnished to buyer. 14. Indemnification. If any article sold or delivered under this PO is covered by a patent, copyright, trademark, or application therefore, vendor shall indemnify and hold harmless buyer from any and all loss, liability, cost, expenses and legal fees incurred on account of any claims, legal actions or judgments arising out of manufacture, sale or use of such article in violation or infringement of rights under such patent, copyright, trademark or application. If this PO is for services, vendor shall indemnify, save, and hold harmless buyer, its employees and agents, against any and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related expenses, incurred as a result of any act or omission by vendor, or its employees, agents, subcontractors or assignees, arising out of or in connection with performance of services under this PO. 15. Independent Contractor. Vendor shall perform its duties hereunder as an independent contractor and not as an employee. Neither vendor nor any agent or employee of vendor shall be deemed to be an agent or employee of buyer. Vendor and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through buyer and buyer shall not pay for or otherwise

provide such coverage for vendor or any of its agents or employees. Unemployment insurance benefits will be available to vendor and its employees and agents only if coverage is made available by vendor or a third party. Vendor shall pay when due all applicable employment, income, and local head taxes incurred pursuant to this PO. Vendor shall not have authorization, express or implied, to bind buyer to any agreement, liability or understanding, except as expressly set forth herein. Vendor shall (a) provide and keep in force workers' compensation and unemployment compensation insurance in the amounts required by law, (b) provide proof thereof when requested by buyer, and (c) be solely responsible for its acts and those of its employees and agents. 16. Communication. All communication concerning administration of this PO, prepared by vendor for buyer’s use, shall be furnished solely to purchasing agent. 17. Compliance. Vendor shall strictly comply with all applicable federal and state laws, rules, and regulations in effect or hereafter established, including, without limitation, laws applicable to discrimination and unfair employment practices. 18. Insurance. Vendor shall obtain, and maintain, at all times during the term of this PO, insurance as specified in the solicitation, and provide proof of such coverage as requested by purchasing agent. 19. Termination Prior to Shipment. If vendor has not accepted this PO in writing, buyer may cancel this PO by written or oral notice to vendor prior to shipment of goods or commencement of services. 20. Termination for Cause. (a) If vendor refuses or fails to timely and properly perform any of its obligations under this PO with such diligence as will ensure its completion within the time specified herein, buyer may notify vendor in writing of non-performance and, if not corrected by vendor within the time specified in the notice, terminate vendor's right to proceed with the PO or such part thereof as to which there has been delay or a failure. Vendor shall continue performance of this PO to the extent not terminated and be liable for excess costs incurred by buyer in procuring similar goods or services elsewhere. Payment for completed services performed and accepted shall be at the price set forth in this PO. (b) Buyer may withhold amounts due to vendor as buyer deems necessary to reimburse buyer for excess costs incurred in curing, completing or procuring similar goods and services.(c) If after rejection, revocation, or other termination of vendor's right to proceed under the CUCC or this clause, buyer determines for any reason that vendor was not in default or the delay was excusable, the rights and obligations of buyer and vendor shall be the same as if the notice of termination had been issued pursuant to termination under §21. 21. Termination in Public Interest. Buyer is entering into this PO for the purpose of carrying out the public policy of the State, as determined by its Governor, General Assembly, and Courts. If this PO ceases to further the public policy of the State, buyer, in its sole discretion, may terminate this PO in whole or in part and such termination shall not be deemed to be a breach of buyer’s obligations hereunder. This section shall not apply to a termination for vendor’s breach, which shall be governed by §20. Buyer shall give written notice of termination to vendor specifying the part of the PO terminated and when termination becomes effective. Upon receipt of notice of termination, vendor shall not incur further obligations except as necessary to mitigate costs of performance. For services or specially manufactured goods, buyer shall pay (a) reasonable settlement expenses, (b) the PO price or rate for supplies and services delivered and accepted, (c) reasonable costs of performance on unaccepted supplies and services, and (d) a reasonable profit for the unaccepted work. For existing goods, buyer shall pay (e) reasonable settlement expenses, (f) the PO price for goods delivered and accepted, (g) reasonable costs incurred in preparation for delivery of the undelivered goods, and (h) a reasonable profit for the preparatory work. Buyer’s termination liability under this section shall not exceed the total PO price plus a reasonable cost for settlement expenses. Vendor shall submit a termination proposal and reasonable supporting documentation, and cost and pricing data as required by CRS §24-106-101, upon request of buyer. 22. PO Approval. This PO shall not be valid unless it is executed by purchasing agent. Buyer shall not be responsible or liable for products or services delivered or performed prior to proper execution hereof. 23. Fund Availability. Financial obligations of buyer payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. If this PO is funded in whole or in part with federal funds, this PO is subject to and contingent upon the continuing availability of federal funds for the purposes hereof. Buyer represents that it has set aside sufficient funds to make payment for goods delivered in a single installment, in accordance with the terms of this PO. 24. Choice of Law. State laws, rules and regulations shall be applied in the interpretation, execution, and enforcement of this PO. The CUCC shall govern this PO in the case of goods unless otherwise agreed in this PO. Any provision included or incorporated herein by reference which conflicts with such laws, rules, and regulations is null and void. Any provision incorporated herein by reference which purports to negate this or any other provision in this PO in whole or in part shall not be valid or enforceable or available in any action at law, whether by way of complaint, defense, or otherwise. Unless otherwise specified in the solicitation or this PO, venue for any judicial or administrative action arising out of or in connection with this PO shall be in Denver, Colorado. Vendor shall exhaust administrative remedies in CRS §24-109-106, prior to commencing any judicial action against buyer. 25. Public Contracts for Services. [Not Applicable to offer, issuance, or sale of securities, investment advisory services, fund management services, sponsored projects, intergovernmental POs, or information technology services or products and services] Vendor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this PO and will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this PO, through participation in the E-Verify Program or the Department program established pursuant to CRS §8-17.5-102(5)(c), Vendor shall not knowingly employ or contract with an illegal alien to perform work under this PO or enter into a contract or PO with a subcontractor that fails to certify to vendor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this PO. Vendor shall (a) not use E-Verify Program or Department program procedures to undertake pre-employment screening of job applicants during performance of this PO, (b) notify subcontractor and buyer within three days if vendor has actual knowledge that subcontractor is employing or contracting with an illegal alien for work under this PO, (c) terminate the subcontract if subcontractor does not stop employing or contracting with the illegal alien within three days of receiving notice, and (d) comply with reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8-17.5-102(5), by the Colorado Department of Labor and Employment. If vendor participates in the Department program, vendor shall deliver to the buyer a written, notarized affirmation that vendor has examined the legal work status of such employee, and shall comply with all of the other requirements of the Department program. If vendor fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq., buyer may terminate this PO for breach and, if so terminated, vendor shall be liable for damages. 26. Public Contracts with Natural Persons. Vendor, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (a) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (b) shall comply with the provisions of CRS §24-76.5-101 et seq., and (c) has produced a form of identification required by CRS §24-76.5-103 prior to the date vendor delivers goods or begins performing services under terms of the PO.